AMENDMENT NO. 2 TO TRANSACTION AGREEMENT AND PLAN OF MERGERTransaction Agreement and Plan of Merger • May 3rd, 2022 • Aspen Technology Inc /De/ • Services-computer programming services • Delaware
This TAX MATTERS AGREEMENT (the “Agreement”) is entered into as of [•] between Emerson Electric Co., a Missouri corporation (“Emerson”), on behalf of itself and the members of the Emerson Group, as defined below and Aspen Technology, Inc., a Delaware corporation (formerly known as Emersub CX, Inc.) (“Newco,” and together with Emerson, the “Parties”), on behalf of itself and the members of the Newco Group, as defined below.
